UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(RULE 13D-102)
INFORMATION STATEMENT PURSUANT TO RULES 13D-1 AND 13D-2
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. ___ )*
Redwood Trust Inc.
---------------------------------
(Name of Issuer)
Common Stock $0.01
---------------------------------
(Title of Class of Securities)
758075402
---------------------------------
(CUSIP Number)
April 1, 1998
---------------------------------
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this schedule
is filed:
[X] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
CUSIP No. 758075402 13G Page 2 of 10 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Martin Currie Ltd.
(a) [ ]
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
5. SOLE VOTING POWER
NUMBER OF 1,017,000 shares
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY ----
EACH
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 1,017,000 shares
WITH
8. SHARED DIPOSITIVE POWER
----
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,017,000 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES [ ]
CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
7.0%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 758075402 13G Page 3 of 10 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Martin Currie Investment Management Ltd.
(a) [ ]
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
United Kingdom
5. SOLE VOTING POWER
NUMBER OF 806,000 shares
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY ----
EACH
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 806,000 shares
WITH
8. SHARED DISPOSITIVE POWER
----
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
806,000 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) ECLUDES [ ]
CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.6%
12. TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
CUSIP No. 758075402 13G Page 4 of 10 Pages
1. NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
Martin Currie Inc.
(a) [ ]
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(b) [ ]
3. SEC USE ONLY
4. CITIZENSHIP OR PLACE OF ORGANIZATION
New York
5. SOLE VOTING POWER
NUMBER OF 211,000 shares
SHARES
BENEFICIALLY 6. SHARED VOTING POWER
OWNED BY ----
EACH
REPORTING 7. SOLE DISPOSITIVE POWER
PERSON 211,000 shares
WITH
8. SHARED DISPOSITIVE POWER
----
9. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
211,000 shares
10. CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) ECLUDES
CERTAIN SHARES*
11. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
1.5%
12. TYPE OF REPORTING PERSON*
IA
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
SCHEDULE 13G
------------
Item 1(a) Name of Issuer:
Redwood Trust Inc.
1(b) Address of Issuer's Principal Executive Offices:
591 Redwood Highway, Suite 3100
Mill Valley, CA 94941
Item 2(a) Name of Person Filing:
Martin Currie Ltd.
Martin Currie Investment Management Ltd.
Martin Currie Inc.
2(b) Address of Principal Business Office or, if none, Residence:
Saltire Court
20 Castle Terrace
Edinburgh EH1 2ES
Scotland
2(c) Citizenship:
Martin Currie Ltd. -- United Kingdom
Martin Currie Investment Management Ltd. -- United Kingdom
Martin Currie Inc. -- New York
2(d) Title of Class of Securities:
Common Stock $0.01
2(e) CUSIP Number:
758075402
Item 3 This Statement is filed pursuant to Rule 13d-1(c) with respect to
Martin Currie Ltd. and Martin Currie Investment Management Ltd.
This Statement is filed pursuant to Rule 13d-1(b)(1)(ii)(E) with
respect to Martin Currie Inc., an investment adviser registered
under Section 203 of the Investment Advisers Act of 1940.
Item 4 Ownership:
NOTE: This Statement is filed on behalf of Martin Currie Ltd., a
corporation organized under the laws of the United Kingdom, and its
wholly-owned subsidiaries, Martin Currie Investment Management Ltd.,
a corporation formed under the laws of the United
Page 5 of 10
<PAGE>
Kingdom, and Martin Currie Inc., a corporation formed under the laws
of the State of New York and an investment adviser registered under
Section 203 of the Investment Advisers Act of 1940. As investment
advisers to investment companies, institutions and individuals,
Martin Currie Investment Management Ltd. and Martin Currie Inc. in
some cases hold voting power and dispositive power over the shares
of Redwood Trust Inc. reported in this statement and they may be
deemed to be the beneficial owner of the shares of Redwood Trust
Inc. held by such Advisory Clients pursuant to Rule 13d-3. As
parent corporation to Martin Currie Investment Management Ltd. and
Martin Currie Inc., Martin Currie Ltd. may be deemed to be the
beneficial owner of the shares of Redwood Trust Inc. held by such
Advisory Clients pursuant to Rule 13d-3.
4(a) Amount beneficially owned:
See item 9 of the cover pages (pp. 2 - 4).
4(b) Percent of Class:
See item 11 of the cover pages (pp. 2 - 4).
4(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote:
See item 5 of the cover pages (pp. 2 - 4).
(ii) shared power to vote or to direct the vote:
---------
(iii) sole power to dispose or to direct the disposition of:
See item 7 of the cover pages (pp. 2 - 4).
(iv) shared power to dispose or to direct the disposition of:
--------
Item 5 Ownership of Five Percent or Less of a Class:
Not Applicable.
Item 6 Ownership of More than Five Percent on Behalf of Another Person:
Martin Currie Investment Management Ltd. and Martin
Currie Inc., which are both wholly-owned subsidiaries of
Martin Currie Ltd., are investment advisers to investment
companies, institutions and individuals (the "Advisory
Clients") and all shares of Redwood Trust Inc. reported in
this Statement are owned by the Advisory Clients. Martin
Currie Investment Management Ltd. and Martin Currie Inc. in
some cases hold voting power and dispositive power over the
shares of Redwood Trust Inc. reported in this Statement and
they may be deemed to be the beneficial owner of the shares
of Redwood Trust Inc. held by the Advisory Clients
pursuant to Rule 13d-3. As parent corporation to Martin
Currie Investment Management Ltd. and Martin Currie Inc.,
Martin Currie Ltd. may be deemed to be the beneficial owner
of the shares of Redwood Trust Inc. held by such Advisory
Page 6 of 10
<PAGE>
Clients pursuant to Rule 13d-3. The Advisory Clients have
the right to receive or the power to direct the receipt of
dividends from or the proceeds from the sale of the shares
of Redwood Trust Inc. reported in this Statement. No
individual Advisory Client owns more than five percent of
the class.
Item 7 Identification and Classification of the Subsidiary which Acquired
the Security Being Reported on by the Parent Holding Company:
Martin Currie Investment Managment Ltd. is a corporation
organized under the laws of the United Kingdom.
Martin Currie Inc. is a New York corporation and is an
investment adviser registered pursuant to Section 203 of the
Investment Advisers Act of 1940.
Item 8 Identification and Classification of Members of the Group:
Not Applicable.
Item 9 Notice of Dissolution of Group:
Not Applicable.
Item 10 Certification:
By signing below the undersigned Martin Currie Inc. certifies that,
to the best of its knowledge and belief, the securities referred to
above were acquired and are held in the ordinary course of business
and were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of
such securities and were not acquired and are not held in connection
with or as a participant in any transaction having such purpose or
effect.
By signing below each of the undersigned Martin Currie Ltd. and
Martin Currie Investment Management Ltd. certifies that, to the best
of its knowledge and belief, the securities referred to above were
not acquired and are not held for the purpose of or with the effect
of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with
or as a participant in any transaction having that purpose or
effect.
After reasonable inquiry and to the best of its knowledge and belief, each of
the undersigned certifies that the information set forth in this statement is
true, complete and correct.
MARTIN CURRIE LTD.
By:/s/ PJ Scott Plummer
-------------------------
Name: PJ Scott Plummer
Title: Director
Page 7 of 10
<PAGE>
MARTIN CURRIE INVESTMENT
MANAGEMENT LTD.
By:/s/ PJ Scott Plummer
-------------------------
Name: PJ Scott Plummer
Title: Chairman
MARTIN CURRIE INC.
By:/s/ PJ Scott Plummer
------------------------
Name: PJ Scott Plummer
Title: President
APRIL 8, 1998
Page 8 of 10
<PAGE>
INDEX OF EXHIBITS
-----------------
Exhibit No. Exhibit
- ----------- -------
99 Joint Filing Agreement among Martin Currie Ltd.,
Martin Currie Investment Management Ltd. and Martin
Currie Inc.
Page 9 of 10
EXHIBIT 99
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange
Act of 1934, the undersigned agree to the joint filing of a Statement on
Schedule 13G (including any and all amendments thereto) with respect to the
Common Stock, par value $0.01 per share, of Redwood Trust Inc., and further
agree to the filing of this agreement as an Exhibit thereto. In addition, each
party to this agreement expressly authorizes each other party to this agreement
to file on its behalf any and all amendments to such Statement on Schedule 13G.
Date: APRIL 7, 1998
MARTIN CURRIE LTD.
By:/s/ James Fairweather
------------------------
Name: James Fairweather
Title: Director
MARTIN CURRIE INVESTMENT
MANAGEMENT LTD.
By:/s/James Fairweather
------------------------
Name: James Fairweather
Title: Director
MARTIN CURRIE INC.
By:/s/ James Fairweather
------------------------
Name: James Fairweather
Title: Vice President
Page 10 of 10
